TDR Capital LLP and I Squared Capital Advisors, LLC made an offer to acquire Aggreko Plc (LSE:AGK) from group of sellers for £2.3 billion on February 5, 2021. TDR Capital LLP and I Squared Capital Advisors, LLC will purchase all the shares of Aggreko Plc at £8.8 per share in cash. On March 1, 2021, Aggreko announced a final dividend of £0.1 per share which is subject to approval by Aggreko Shareholders. The offer price shall be automatically reduced by the amount of the final dividend. The transaction is to be effected by means of a Scheme of Arrangement. The transaction will be financed by a combination of equity to be invested by funds managed by I Squared Capital and TDR Capital and debt to be provided under a senior term, revolving and bridge facilities agreement dated on or around the date of this announcement entered into between, amongst others, Barclays, Bank of America Europe Designated Activity Company, Deutsche Bank Securities Inc., Deutsche Bank, Goldman Sachs International and Banco Santander S.A., London Branch as mandated lead arrangers and Barclays as interim facility agent. TDR Capital will invest £447.44 million in immediately available funds to enable payment of the consideration. Morgan Stanley and Barclays, each in its capacity as financial adviser to TDR Capital LLP and I Squared Capital Advisors, LLC, are satisfied that the resources available are sufficient to satisfy in full the cash consideration payable to the Aggreko shareholders under the terms of the acquisition. Albion has entered into certain financing agreements with lenders to have £1 billion senior secured bridge facilities, £350 million senior bridge facility, £450 million revolving credit facility and £700 million Senior term facility on July 31, 2021. The proceeds of loans drawn under the facilities will be used for the purpose of, amongst other things, financing any amount payable under or in connection with the acquisition and refinancing the existing indebtedness of Aggreko plc. TDR Capital LLP and I Squared Capital Advisors, LLC have no plans to change the location or functions of Aggreko’s headquarters in Glasgow. Post the transaction, Aggreko will continue to operate as a standalone business group and each of the non-executive members of the Aggreko Board shall resign from his or her office as a Director of Aggreko. TDR Capital LLP and I Squared Capital Advisors, LLC stated intention not to make any material changes to the conditions of employment or the balance of skills and functions of the Aggreko Group’s employees or management. Prior to the scheme becoming effective, Aggreko shall make an application for the cancellation of trading of the Aggreko Shares on the Main Market of the London Stock Exchange for listed securities and for the cancellation of the listing of the Aggreko shares on the official list. It is intended that Aggreko be re-registered as a private limited company as part of the scheme. The offer will commence from February 5, 2021. The transaction is subject to regulatory approvals, antitrust approvals of United States of America, European Union, Russia, Saudi Arabia, Turkey, Foreign investments, third party approvals, court approval and approval by a majority in number representing not less than 75% of the shareholders of Aggreko Plc. A meeting of shareholders will be held on April 26, 2021. Aggreko Directors recommend unanimously that the Aggreko Shareholders vote in favor of the transaction. The Scheme is expected to become effective in the summer of 2021. The acquisition is expected to close on December 31, 2021. As on April 26, 2021, the transaction was approved by the Court Meeting and General Meeting of Aggreko Plc. The Scheme remains subject to the satisfaction or (where applicable) waiver of the remaining conditions and further terms set out in the Scheme Document, including the Court sanctioning the Scheme at the Scheme Court Hearing. As of June 18, 2021, the European Commission has unconditionally approved the deal. As of July 8, 2021, Scheme Court Hearing is expected to take place on August 6, 2021 and the Scheme is expected to become effective on August 10, 2021. As of August 6, 2021, the transaction has been approved by Court of Session in Edinburgh, Scotland. Matthew Jarman, Daniel Blank and Karsten Hofacker of Morgan Stanley & Co. International plc, Andrew Richards, Richard Probert and Derek Shakespeare of Barclays Bank PLC, Chris Raff and Basile Benoit of Deutsche Bank AG, London Branch, Anthony Gutman and Chris Emmerson of Goldman Sachs International, James Robinson, Samer Ghosn and Ram Anand of JPMorgan Cazenove Ltd., Geoff Iles and Justin Anstee of Merrill Lynch International acted as financial advisors to TDR Capital LLP and I Squared Capital Advisors, LLC. Nick Reid, Hadleigh Beals and Marc Murray of Centerview Partners UK LLP acted as financial advisor; Peter Brown, Sian Evans and Jessica Murray of Citigroup Global Markets Limited and Ed Matthews, Philip Noblet and Daniel Frommelt of Jefferies International Limited acted as financial advisors to the Directors of Aggreko and Corporate Broker and Simon Thomson and Helen Middlemist of Slaughter and May and Dickson Minto W.S. acted as legal advisors to Aggreko. David Holdsworth, Mark Thompson, Mavnick Nerwal, Paula Riedel, Richard Watkins, Erica Berthou and Bryan McGee of Kirkland & Ellis International LLP acted as legal advisors to TDR Capital LLP and I Squared Capital Advisors, LLC. Korey Fevzi, Marwa Elborai, Philip Stopford, Alan Rockwell, Tomasz Kulawik, Maria Cornilsen, Nick Withers and Simon Letherman of Shearman & Sterling is advising the banks in connection with the senior financing in support of the £2.3 billion public-to-private acquisition of Aggreko plc by TDR Capital and I Squared Capital. Tom Mercer and Tim Rennie,of Ashurst acted as the legal advisors to Barclays Bank PLC and Morgan Stanley & Co. International plc. Link Group acted as the registrar to Aggreko Plc. Korey Fevzi and Nick Withers of Shearman & Sterling LLP acted as legal advisor to Barclays Bank PLC. TDR Capital LLP and I Squared Capital Advisors, LLC completed the acquisition of Aggreko Plc (LSE:AGK) from group of sellers on August 10, 2021. Applications have been made to the Financial Conduct Authority and the London Stock Exchange in relation to the de-listing of Aggreko Shares from the premium listing segment of the official list of the Financial Conduct Authority and the cancellation of the admission to trading of Aggreko Shares on the London Stock Exchange's main market for listed securities, which is expected to take effect on August 11, 2021. Ken Hanna, Mark Clare, Uwe Krueger, Dame Nicola Brewer, Barbara Jeremiah, Sarah Kuijlaars, Ian Marchant and Miles Roberts have stepped down from the Aggreko Board. Chris Weston and Heath Drewett will remain on the Aggreko Board. On August 11, 2021, Financial Conduct Authority has cancelled the listing of Aggreko Shares.